e) Claims against the Company not acknowledged as debts: Rs.
129,200/-(Previous Year Rs. 730,841/-)

f) Labour disputes not acknowledged as debts: Amount not ascertainable.

Note:- In respect of items mentioned above, till the matters are finally
decided, the financial effect cannot be ascertained.

(ii) Other commitments :-

Contractual arrangement for payment in case of default on corporate
credit card facility availed by certain employees from a bank Rs.
4,900,000/- (previous year Rs. Nil).

2) Estimated amount of contracts remaining to be executed on capital
account and not provided for: Rs. 18,827,465/- (Previous Year Rs.
28,290,352/- )

28) The amount of premium on forward exchange contracts to be
recognized in the Statement of Profit and Loss in the next financial year
is Rs. 4,910,212/- (Previous Year Rs. 4,010,650/-)

3) Operating Leases: -

A) Premises taken on Lease

a) The Company has taken various Offices / shops under operating lease
or leave and licence agreements. These are non- cancellable during a
lock in period which ranges between 11 months to 3 years under leave
and licence agreements and are renewable by mutual consent on mutually
agreeable terms.

b) Lease Payments recognized in the Statement of Profit and Loss under
Rent in Note 23 includes Rs. 297,743,155/- (Previous Year Rs.
279,486,978/-) in respect of premises taken on lease.

(i) not later than one year is Rs. 9,594,719/- (Previous Year Rs.
7,309,130/-);

(ii) later than one year and not later than five years is Rs. 1,273,638/-
(Previous Year Rs. 559,930/-) and

(iii) Later than five years Nil

B) Premises Given On Lease

a) The Company has given its premises under operating lease on leave
and licence basis. These are cancellable lease and the period ranges
between 11 months to 3 years under leave and licence agreements and
renewable by mutual consent on mutually agreed terms.

b) Lease rentals recognized in the Statement of Profit and Loss as Rent
income in Note 19 is Rs. 550,550/- (Previous Year Rs. 179,200/-)

Related party disclosures as required by (AS-18) "Related Party
Disclosures" are given below:

I) Relationships: -

a) Subsidiary Companies (including sub-subsidiaries):-

Zodiac Finsec and Holdings Ltd

Zodiac Clothing Company S. A.

Zodiac Clothing Co (U.A.E.) LLC.

Zodiac Clothing Company INC

Zodiac Properties Ltd U.A.E.

b) Key Management Personnel: -

Mr. M. Y. Noorani --Chairman

Mr. A. Y. Noorani -- Vice Chairman and Managing Director

Mr. S. Y. Noorani -- Managing Director and President

c) Other Related Parties:-

i. The enterprises where control of key management personnel and / or
their relatives exist and with whom the transactions have taken place:

Zodiac Metropolitan Clothing Gmbh

Asia Tangible Investments Pte. Ltd.

Metropolitan Trading Company

Montage Corporation

Munraz Enterprises

Mustang Manufacturing Company

Mashal Enterprises

Euro Global Holdings Pte Ltd

Onward LLC

Miraj Marketing Company LLP

ii. Relatives of key management personnel with whom the transactions
have taken place :

Mr. Awais A. Noorani

Mr. Musaed A. Noorani

Mrs. Muna A. Noorani

Mrs. Zehra S.Noorani

Mrs. Saniyya A.Noorani

Note: Related party relationship is as identified by the Company and
relied upon by the Auditors.

5) Segment Information: -

Business Segment

The Company is exclusively engaged in the business of Clothing and
clothing accessories. This in the context of Accounting Standard (AS
17) "Segment Reporting", notified under the Companies (Accounting
Standard) Rules, 2006, constitutes single primary segment.

6) Derivative Financial Instruments

a) The Company, in accordance with its risk management policies and
procedures, enters into foreign currency forward contracts and out of
the money option contracts to manage its exposure in foreign exchange
rates. The counter parties are banks. These contracts are for a period
between one day and twelve months.

(ii) Net Gain on derivative instruments, which have been designated as
cash flow hedges, of Rs. 7,228,017/- (Previous Year Net Loss of Rs.
2,593,652/-) recognized in Hedging Reserve as of March 31,2014, is
expected to be reclassified to the Statement of Profit and Loss as and
when the same will mature.

(iii) Net gain on non derivative financial liabilities in the form of
preshipment export credit in foreign currency (PCFC) borrowings of Rs.
8,407,072/- ( previous year Rs. Nil/-) recognized in the Hedging Reserve
as of March 31, 2014 is expected to be reclassified to the Statement of
Profit and Loss as and when the highly probable sales takes place.

(iv) Exchange Loss of Rs. 41,307,587/- (Previous Year Loss Rs.
12,351,812/-) has been recognised in the Statement of Profit and Loss
for the year ended March 31, 2014 b) (i) No derivative instruments are
acquired for speculation purposes.

(d) The Company has followed the intrinsic value-based method of
accounting for stock options granted based on Guidance Note on
Accounting for Employees Stock Option Scheme and Employee Stock
Purchase Scheme Guidelines, 1999 Issued by Securities and Exchange
Board of India (SEBI). As the exercise price of the option granted is
based on the market price as on the date of the Grant, the intrinsic
value of the option is Nil.

Notes:

i. Premium is paid to LIC under Group Gratuity Scheme of LIC.

ii. The estimates of future salary increases, considered in actuarial
valuation, take account of inflation, seniority, promotion and other
relevant factors, such as supply and demand in the employment market.

iv. Contributions expected to be paid to the plan during the annual
period beginning after the Balance Sheet date: Rs.12,500,000/- (Previous
Year Rs. 12,500,000/-).

v. The expected return on plan assets is determined considering
several applicable factors mainly the composition of plan assets held,
assessed risks of asset management and historical result of the return
on plan asset.

(III) The Company makes provident fund contributions to defined
contribution plans for the employees. Under the scheme, the company is
required to contribute a specified percentage of the salary to fund the
benefits. Amount recognized as an expense in the statement of profit and
loss in respect of defined contribution plan is Rs. 40,959,338/- (Previous
Year Rs.38,464,803/-)

7) Remuneration to Managing Directors aggregating to Rs. 24,800,000/-
shown under " Other expenses " in note 23 above includes the following
amounts to each of the managerial personnel viz the Vice-Chairman and
Managing Director and the Managing Director and President :-

(i) An amount of Rs. 11,369,498/- by way of commission on net profits
(pro-rated for the period from April1, 2013 to February 28,2014) in
terms of the approval granted by the shareholders by a resolution
passed in the meeting held on 26th August, 2009;

(ii) An amount of Rs. 600,000/- by way of salary for the month of March,
2014 in terms of the approval granted by the Board of Directors at
their Meeting held on 19th March, 2014; and

(iii) An amount of Rs. 430,502/- by way of performance linked bonus for
the year ending March 31, 2014 to be decided by the Board of Directors.

The remuneration of Rs. 600,000/- by way of Salary as shown in (ii) above
and Rs. 430,502/- by way of performance linked Bonus as shown in (iii)
above and the appointment of the above mentioned managerial personnel
for a period of 3 years w.e.f. 1st March 2014 is subject to approval of
the shareholders at the ensuing Annual General meeting.

8) Excise duty recovered on sales is included in ''Revenue from
Operations''. Excise duty in respect of Finished Goods lying in stocks
is shown separately as an item of expense and included in valuation of
finished goods produced.

9) Previous year''s figures have been regrouped / reclassified wherever
necessary to correspond with the current year''s classification /
disclosures.

3) Micro, Small and Medium enterprises have been identified by the
company on the basis of the information available. Total outstanding
dues of Micro, Small and Medium enterprises, which are outstanding for
more than the stipulated period are given below.

4) The amount of premium on forward exchange contracts to be
recognized in the Statement of Profit and Loss in the next financial
year is Rs. 4,010,650 /- (Previous Year Rs. 1,457,365/-)

5) Operating Leases: -

(a) Premises taken on Lease

(a) The Company has taken various offices/ shops under operating lease
or leave and licence agreements. These are non- cancelable during a
lock in period which ranges between 11 months to 3 years under leave
and licence agreements and are renewable by mutual consent on mutually
agreeable terms.

(b) Lease Payments recognized in the Statement of Profit and Loss under
Rent in Note 24 includes Rs. 279,486,978/- (Previous Year Rs.
257,950,464/-) in respect of premises taken on lease.

(i) not later than one year is Rs. 7,309,130/- (Previous Year Rs.
37,112,888/-);

(ii) later than one year and not later than five years is Rs. 559,930/-
(Previous Year Rs. 15,449,296/-) and

(iii) Later than five years Nil

(b) Premises Given On Lease

(a) The Company has given its premises under operating lease on leave
and licence basis. These are cancelable lease and the period ranges
between 11 months to 3 years under leave and licence agreements and
renewable by mutual consent on mutually agreed terms.

(b) Lease rentals recognized in the Statement of Profit and Loss as
Rent income in Note 20 is Rs. 179,200/- (Previous Year Rs. 1,073,100/-)

The Net Deferred tax charge of Rs. 8,636,105/- (Previous year (credit)
Rs. 1,607,299/-) for the year has been recognized in the Statement of
Profit and Loss.

The deferred tax asset and deferred tax liability is calculated by
applying tax rate and tax laws that have been enacted or substantially
enacted by the Balance Sheet date.

6) Related Party Disclosures: -

Related party disclosures as required by (AS-18) "Related Party
Disclosures" are given below:

(i) Relationships: -

(a) Subsidiary Companies (including sub-subsidiaries): -

Zodiac Finsec and Holdings Ltd.

Zodiac Clothing Company S. A.

Zodiac Clothing Co (U.A.E.) LLC.

Zodiac Clothing Company INC

Zodiac Properties Ltd

(b) Key Management Personnel: -

Mr. M. Y. Noorani

Mr. A. Y. Noorani

Mr. S. Y. Noorani

(c) Other Related Parties:-

i. The enterprises where control of key management personnel and/or
their relatives exist and with whom the transactions have taken place :

Zodiac Metropolitan Clothing Gmbh

Asia Tangible Investments Pte. Ltd.

Metropolitan Trading Company

Montage Corporation

Munraz Enterprises

Mariambai & Haji Noor Mohamad Noorani Foundation Trust

Mustang Manufacturing Company

Mashal Enterprises

Euro Global Holdings Pte Ltd

Onward LLC

Miraj Marketing Company LLP

ii. Relatives of key management personnel with whom the transactions
have taken place :

Mr. Awais A. Noorani

Mr. Musaed A. Noorani

Mrs. Muna A. Noorani

Mrs. Zehra S. Noorani

Mrs. Saniyya A. Noorani

Note: Related party relationship is as identified by the Company and
relied upon by the Auditors.

7) Derivative Financial Instruments

(a) The Company, in accordance with its risk management policies and
procedures, enters into foreign currency forward contracts and out of
the money option contracts to manage its exposure in foreign exchange
rates. The counter parties are banks. These contracts are for a period
between one day and twelve months.

(i) The following are outstanding Foreign Exchange Forward contracts,
as on March 31, 2013

(ii) Net Gain on derivative instruments which have been designated as
Cash Flow hedges of Rs. 2,593,652/- (Previous Year Net Loss of Rs.
2,020,887/-) recognized in Hedging Reserve as of March 31, 2013, is
expected to be reclassified to the Statement of Profit and Loss as and
when the same will mature.

(iii) Exchange Loss of Rs. 12,351,812 (Previous Year Loss Rs.
56,904,302/-) has been recognized in the Statement of Profit and Loss
for the year ended March 31, 2013.

(b) (i) No derivative instruments are acquired for speculation
purposes.

(ii) Foreign currency exposures that are not hedged by derivative
instruments or otherwise are Rs. 281,359,801/- (Previous Year Rs.
298,281,546/-) as given below:

8. Excise duty recovered on sales is included in ''Revenue from
Operations''. Excise duty in respect of Finished Goods lying in stocks
is shown separately as an item of expense and included in valuation of
finished goods produced.

9. Previous year''s figures have been regrouped /reclassified
wherever necessary to correspond with the current year''s
classification/disclosures.

Note: In respect of items mentioned above, till the matters are finally
decided, the financial effect cannot be ascertained.

2) Estimated amount of contracts remaining to be executed on capital
account and not provided for: Rs. 62,809,263/- (Previous Year Rs.
31,636,946/-)

3) Micro, Small and Medium enterprises have been identified by the
company on the basis of the information available. Total outstanding
dues of Micro, Small and Medium enterprises, which are outstanding for
more than the stipulated period are given below.

4) The amount of premium on forward exchange contracts to be
recognized in the Statement of Profit and Loss in the next financial
year is Rs. 1,457,365/- (Previous Year Rs. 2,781,563/-)

5) Operating Leases: -

A) Premises taken on Lease

a) The Company has taken various offices/shops under operating lease or
leave and licence agreements. These are non-cancelable during a lock
in period which ranges between 11 months to 3 years under leave and
licence agreements and are renewable by mutual consent on mutually
agreeable terms.

b) Lease Payments recognized in the Statement of Profit & Loss under
Rent in Note 24 is Rs. 257,950,464/- (Previous Year Rs. 220,418,873/-).

c) The future minimum lease payments under non-cancelable operating
lease: (i) not later than one year is Rs. 37,112,888/- (Previous Year Rs.
18,977,662/-); (ii) later than one year and not later than five years
is Rs. 15,449,296/- (Previous Year Rs. 1,896,510/-) and

(iii) Later than five years Nil

B) Premises Given On Lease

a) The Company has given its premises under operating lease on leave
and licence basis. These are cancelable lease and the period ranges
between 11 months to 3 years under leave and licence agreements and
renewable by mutual consent on mutually agreed terms.

b) Lease rentals recognized in the Statement of Profit & Loss under
Rent in Note 20 is Rs. 1,073,100//- (Previous Year Rs. 916,000/-)

ii. Relatives of key management personnel with whom the transactions
have taken place :

Mr. Awais A. Noorani

Mr. Musaed A. Noorani

Mrs. Muna A. Noorani Note: Related party relationship is as identified
by the Company and relied upon by the Auditors.

7) Segment Information: -

Business Segment

The Company is exclusively engaged in the business of Clothing and
clothing accessories. This in the context of Accounting Standard (AS
17) "Segment Reporting", notified under the Companies (Accounting
Standard) Rules, 2006, constitutes single primary segment.

(ii) Net loss on derivative instruments of Rs. 2,020,887/- (Previous Year
Rs. 2,533,663 /-) recognized in Hedging Reserve as of March 31, 2012, is
expected to be reclassified to the Statement of Profit and Loss as and
when the same will mature.

(iii) Exchange Loss of Rs. 56,904,302/- (Previous Year Gain Rs. 6,247,040/-)
on foreign exchange forward contracts has been recognized in the
Statement of Profit and Loss for the year ended March 31, 2012.

b) (i) No derivative instruments are acquired for speculation purposes.

(ii) Foreign currency exposures that are not hedged by derivative
instruments or otherwise are Rs. 298,281,546/- (Previous Year Rs.
290,006,699) as given below:

(d) The Company has followed the intrinsic value-based method of
accounting for stock options granted based on Guidance Note on
Accounting for Employees Stock Option Scheme and Employee Stock
Purchase Scheme Guidelines, 1999 Issued by Securities and Exchange
Board of India (SEBI). As the exercise price of the option granted is
based on the market price as on the date of the Grant, the intrinsic
value of the option is Nil.

(e) Fair Valuation:

The fair value of options used to compute proforma net income and
earnings per equity share have been done by an independent firm of
Valuers on the date of grant using the BlackScholes Model.

Note: (a) Loans and Advances to employees and investment by such
employees in the shares of the company, if any are excluded from the
above disclosure.

(b) m respect of the above loans there is no repayment schedule and
they are repayable on demand.

(c) No interest is charged in respect of the loan of Rs. - NIL- (Previous
Year Rs. 21,560,000).

However, the provisions of Section 372A of the Companies Act, 1956 are
not applicable to loans covered under (c) above in view of the loanee
being wholly owned subsidiary of the Company.

8. Excise duty recovered on sales is included in 'Revenue from
Operations'. Excise duty in respect of Finished Goods lying in stocks
is shown separately as an item of expense and included in valuation of
finished goods produced.

9. The revised Schedule VI has become effective from 1st April, 2011,
for the preparation of financial statements. This has significantly
impacted the disclosure and presentation made in the financial
statements. Previous year's figures have been regrouped /reclassified
wherever necessary to correspond with the current year's
classification/disclosures.

Mar 31, 2010

1) Contingent Liabilities:

a) Guarantee issued by the Bank and counter guaranteed by the Company:
Rs.6,621,567/- (Previous year: Rs.6,421,567/-).

b) Foreign letters of Credits opened by Bank and counter guaranteed by
the Company: Rs. 13,073,806/- (Previous year: Rs. 11,164,129/-).

e) Claims against the Company not acknowledged as debts: Rs.
1,066,310/- (Previous year Rs.8,204,270/-)

f) Labour disputes not acknowledged as debts: Amount not ascertainable.

ote: In respect of items mentioned above, till the matters are finally
decided, the financial effect cannot be ascertained.

2) Estimated amount of contracts remaining to be executed on capital
account and not provided for: Rs 20,608,069/- (Previous Year Rs
7,821,806/-)

3) The Company has requested its suppliers to confirm the status as to
whether they are covered under the Micro, Small and Medium Enterprises
Development Act, 2006. Few suppliers have confirmed that they are not
covered under the said Act . In the absence of confirmation from the
suppliers, disclosures relating to amount unpaid as at year end
together with interest paid/payable as required under the said Act
have not been given.

4) Issue of Warrants to Promoters

A total of 4,40,000 Warrants were allotted on preferential basis on
15th January 2008 to certain promoters of the company which were
excercisable within a period of 18 months from the date of allotment
into an equal number of paid up equity shares subject to the condition
that the promoters holding on conversion is within the prescribed
limit under SEBI (Substantial Acquisition & Takeover), Regulation
(SAST) 1997. Those promoters could not opt for conversion as this
would have made their holding cross the limit prescribed under SAST
Act 1997, The amount of Rs 17,600,000/- paid by those promoters
therefore stood forfeited on 15th July, 2009 i.e. on the expiry of 18
months.The forfeited amount has been credited to Capital Reserve
Account. The funds raised through the Preferential issue of warrants
have been utilized for working capital requirements.

5) The amount of premium on forward exchange contracts to be recognised
in the profit and loss account in the next financial year is Rs.
1,665,087/- (Previous Year Rs. 1,010,247/-

6) Operating Leases:

A) Premises taken on Lease

a) The Company has taken various offices/shops under operating lease or
leave and licence agreements. These are non-cancelable during a lock in
period which ranges between 11 months to 3 years under leave and
licence agreements and are renewable by mutual consent on mutually
agreeable terms.

c) The future minimum lease payments under non-cancellable operating
lease : (i) not later than one year is Rs.41,648,201 (Previous Year
Rs.28,750,406/-);

(ii) later than one year and not later than five years is
Rs.6,702,612/- (Previous Year Rs.9,629,860/-) and (iii) Later than five
years Nil.

B) Premises Given On Lease

a) The Company has given its premises under operating lease on leave
and licence basis. These are cancelable lease and the period ranges
between 11 month to 3 years under leave and licence agreements and
renewable by mutual consent on mutually agreed terms.

b) Lease rentals recognized in the statement of Profit & Loss Account
under Rent in Schedule 12 is Rs. 1,067,150/-

The Net Deferred tax charge of Rs.728,768/- (Previous year Rs.
1,410,447/-) for the year has been recognized in the Profit and Loss
Account.

The deferred tax asset and deferred tax liability is calculated by
applying tax rate and tax laws that have been enacted or substantially
enacted by the Balance Sheet date.

7) Related Party Disclosures:

Related party disclosures as required by (AS-18) "Related Party
Disclosures" are given below:

Note: Related party relationship is as identified by the Company and
relied upon by the Auditors.

8) Segment Information: Business Segment The Compay is exclusively
engand in the business of Clothing and clothing.This in the context of
Accounting Standard (AS 17) "Segment Reporting" notifield under the
Companies (Accouning Standard) Rules,2006, consitutes one single
primary segment.

9) Derivative Financial Instruments

a) The Company, in accordance with its risk management policies and
procedures, enters into foreign currency forward contracts to manage
its exposure in foreign exchange rates. The counter party is a bank.
These contracts are for a period between one day and thirty eight
months .

(i) The following are outstanding Foreign Exchange Forward contracts,
which have been designated as Cash Flow Hedges, as on March 31, 2010

(ii) Net loss on derivative instruments of Rs.433,784/- (Previous Year
Rs.60,979,099/- ) recognised in Hedging Reserve as of March 31, 2010,
is expected to be reclassified to the profit and loss account as and
when the same will mature.

(iii) Exchange (Gain)/Loss of Rs. (l,418,787/-)/-(Previous Year Rs.
147,824,655/-) on foreign exchange forward contracts have been
recognized in the Profit and Loss Account for the year ended March 31,
2010.

b) (i) No derivative instruments are acquired for speculation purposes.

(ii) Foreign currency exposure that are not hedged by derivative
instruments or otherwise are Rs. 180,803,685/- (Previous Year
Rs.93,657,847/-) as given below:

10) Employee Stock Option Scheme (ESOP)

a) As approved by the Shareholders of the Company in their meeting held
on 31.08.2006, during 2006-07, the Company had granted 291,000 options
under ESOP 2006 duly approved by the Compensation Committee of the
Board of the Company. Details of same are as under:

b) The Company has followed the intrinsic value-based method of
accounting for stock options granted based on Guidance Note on
Accounting for Employees Share-based Payments, notified under the
Companies (Accounting Standard) Rules, 2006. As the exercise price of
the option granted is based on the market price as on the date of the
Grant, the intrinsic value of the option is Nil.

c) Fair value of Options calculated by external valuer using Black
Scholes Model is Rs. 102.68, which is lower than the exercise price and
hence these options are considered to be anti-dilutive in nature and
the effect of this is ignored in calculating diluted earnings per share
in accordance with Accounting Standard 20 viz. Earnings Per share
notified under the Companies (Accounting Standard) Rules, 2006.

d) Had the company followed fair value method for accounting the stock
option, compensation expenses would have been higher by Rs Nil
(Previous Year Rs.87.86 lakhs) and consequently profit after tax would
have been lower by Rs Nil (Previous Year Rs.57.60 lakhs) and Basic &
Diluted Earning per share would have been lower by Rs.Nil (Previous
Year Rs 0.69) per share& Rs Nil(Previous Year Rs 0.65) per share
respectively

e) Method and significant assumptions used to estimate the Fair Value
of the Options are as under:

The Fair value of Options has been calculated by an independent valuer.
The valuation has been done using the Black - Scholes model based on
the assumptions given by the management, which are as under:

i. Expected Life of the Options:

These stock options will vest on expiry of one year in the following
proportion from the date of grant and can be exercised during a period
of three years from the date of vesting.

Year 2 from the date of Grant - 30% of the Options Granted;

Year 3 from the date of Grant - 30% of the Options Granted;

Year 4 from the date of Grant - 40% of the Options Granted

ii. Risk free interest rate:

This rate has been assumed at 7.67% for the first year, 7.62% for the
second year and 7.59% for the third year.

iii. Share price:

It is the market price on the National Stock Exchange of India Limited
(exchange on which highest volume for the Companys shares was
recorded) with reference to the date of options granted .

iv. Volatility:

Volatility is calculated based on the period to represent a consistent
trend in the price movement after adjusting abnormal events, if any at
45.22% for the first year, 50.51% for the second year and 51.13% for
the third year.

v. Expected dividend yield:

Dividend per share/Market price of the share on the Grant Date is
2.49%.

Note: Loans and Advances to employees and investment by such employees
in the shares of the company, if any are excluded from the above
disclosure.

Notes:

i. The Fair Value of Plan assets in the above computation includes the
funds of the following Companies that merged with the company as per
the details given below

However, the above balances have not yet been transferred by Life
Insurance Corporation of India (LIC) in favour of the company. ii.
ii.Premium is paid to LIC under Group Gratuity Scheme of LIC.

iii. The estimates of future salary increases, considered in actuarial
valuation, take account of inflation, seniority, promotion and other
relevant factors, such as supply and demand in the employment market.

iv. The details of experience adjustments on account of Plan Liability
and Plan Assetas required by Para 120 (n) (ii) of AS-15 is Rs
1,755,002/- (Previous Year Rs.4,209,940/-) and Rs 216,807/- (Previous
Year (Rs. 408,244/- )) respectively. However, details of experience
adjustment for the prior years are not readily available in valuation
reports and hence not furnished.

v. Contributions expected to be paid to the plan during the annual
period beginning after the Balance Sheet date: Rs 10,566,908/-(Previous
Year Rs.8,946,782/-)

vi. The expected return on plan assets is determined considering
several applicable factors mainly the composition of plan assets held,
assessed risks of asset management and historical result of the return
on plan asset.